Monday, October 3, 2022
It was so wonderful to be able to host an in-person version of our "Connecting the Threads" Business Law Prof Blog symposium on Friday. Connecting the Threads VI was, for me, a major victory in the continuing battle against COVID-19--five healthy bloggers and a live audience! Being in the same room with fellow bloggers John Anderson, Colleen Baker, Doug Moll (presenting with South Carolina Law friend-of-the-BLPB Ben Means), and Stefan Padfield was truly joyful. And the topics on which they presented--shadow insider trading, exchange trading in the cloud, family business succession, and anti-ESG legislation--were all so salient. (I offered the abstract for my own talk on fiduciary duties in unincorporated business associations in last week's post.) For a number of us, the topic of our presentations arose from work we have done here on the BLPB.
This year, as I noted in my post last week, we had a special guest as our luncheon speaker. That guest would be known to many of you who are regular readers as "Tom N." Tom has commented on our blog posts here on the BLPB for at least eight years. (I rooted around and found a comment from him as far back as 2014.) And Tom lives right here in Tennessee--in middle Tennessee, to be exact (closer to Haskell Murray than to me). You can check out his bio here. I am delighted that we were able to coerce Tom to give up a day of law practice to come join us at the symposium.
The title/topic for Tom's talk was "A Country Boy Busines Lawyer's View from Down in the Weeds." The talk was, by design, a series of reflections on Tom's wide-ranging business law practice here in the state of Tennessee. He tries to stay out of the courtroom, but by his own recounting, he has been in court in every county in the state--and Tennessee has 95 counties!
In the end, Tom ended up offering a bunch of tips for law students and lawyers (both of whom were in attendance at the symposium). I took notes during Tom's talk. I have assembled them into a list below. The key points are almost in the order in which they were delivered. The stories that led to a number of these snippets of practical advice were priceless. You had to be there. Anyway, here is my list, together with a few editorial comments of my own. Tom can feel free to add, correct, or dispute my notes in the comments!
- Take tax courses; if you fear they may hurt your GPA, audit them.
- Use all available resources to get more knowledge. (Tom indicated that he bought Westlaw/used Practical Law as a solo practitioner for many years but recently gave it up. he also noted that he regularly reads a number of the law prof blogs.)
- Be a bar association member and access the resources bar associations provide. (Tom noted the excellent written materials published by the American Bar Association and the superior continuing legal education programs produced by the Tennessee Bar Association.)
- “You are going to learn to write in law school.” (Tom advised focusing on clear, efficient writing—something I just emphasized with my Business Associations students last week.)
- Publish in the law. (Tom shared his view that writing in the law improves both knowledge and analysis.)
- Expect the unexpected, especially in court (e.g., confronting in court transactions in pot-bellied pigs involving a Tennessee nonprofit). And as a Corollary: "You can't make this stuff up." The truth often is stranger than anything you could make up . . . .)
- In business disputes, never assume that an attorney was there on the front end. (And yes, there was mention of the use by many unknowledgeable consumers of online entity formation services.)
- As a lawyer, be careful not to insert your own business judgment. The business decision is the client's to make.
- Relatedly, let the business people hand you the framework of the deal.
- Along the same lines: "I am not paying people to tell me I can’t do it; I am paying people to tell me how to do it.” (As heard by Tom from his father, a business owner-manager. I think many of us have heard this or learned this—sometimes the hard way . . . . I do try to prevent my students from learning that lesson the hard way by telling them outright.)
- And further: “You want to screw up a deal, put the lawyers in the center of it.”
- As a courtroom lawyer, know the judges and—perhaps more importantly—court clerks!
- Introduce yourself to everyone; they may be in a position to help you now or later (referencing the time he introduced himself, unknowingly, to John Wilder, the former Lt. Governor of Tennessee, who proceeded to introduce him to the local judges).
- Preparation for the bar exam is a curriculum of its own. (That's close to a quote.)
- “A lot of things go more smoothly of you can get people talking.” (Tom is more of a fan of mediation than arbitration.)
- Local rules of court may not be even published; sometimes, you just need to pick up the phone and call the court clerk. (Another reason to get to know local court clerks!)
- Developing rapport with a judge is incredibly important to successful courtroom lawyering.
- Saying "I don’t know" does not hurt anything; in fact, it may help judges/others develop confidence in you and your integrity.
- Your law school grades will not matter after your first or second job. Employers will be looking at you and your professional record, not your grades.
I am sure I missed something along the way. Maybe my fellow bloggers in attendance will have something to add. But this list alone is, imv, pure gold for students and starting lawyers.